Healthcare Locums Share Discussion Threads

[graham1ty] 16/4/2013 06:58

Does she hope that the litigation gives Tosca cold feet and withdraws ?

[xow98] 16/4/2013 06:41

If they don't get the 90% I will definitely be holding onto my shares. They are only investing on the expectation of a good return on their equity (enhanced by significant leverage) and they/BoD have successfully managed the share price down over the last 18 months.

Still no accounts/unadudited accounts for the year ended December 2012, two weeks later than they were issued last year.

Kate's back with a claim against the company, looking for £1.12 per share.

[graham1ty] 16/4/2013 06:32

post 1940 above:
"Agree re getting rid of holders like KB. I am still staggered there is no "noise" from KB or CT. Why they not all over the papers ( using KB's reputation to get the article planted) saying this is opportunistic and lousy offer ?"

Well, there is the "noise" from KB....

[jojo_jo] 15/4/2013 17:15

Significant could mean anything. The fact is they aren't going to put any more in than the bare minimum required. I guess they'll put in £5m initially (which is fully covered by cash on hand), possibly £10m tops. So we get 50% dilution, in return for the prospect of returning to the stockmarket in a few years with a £100m+ valuation. In that scenario, a share currently worth 0.75p would eventually be worth 5p or more. It would then have the chance to recover to its former highs as a listed company. That is what Ares/Tosca are aiming for.

IMPO/DYOR/NAI
Jo

[graham1ty] 15/4/2013 14:46

Agree re getting rid of holders like KB. I am still staggered there is no "noise" from KB or CT. Why they not all over the papers ( using KB's reputation to get the article planted) saying this is opportunistic and lousy offer ?

Should have been the job of the No to HCL campaign to get it into the market place ( ie to Tosca) that 0.75p would make noone happy, but for a few quid more, would get people out wth at least some pride !!

Or CT to repeat his comments of a month or so ago.

re keeping y holding, there is a real danger that the next share issue ( to get the £10m into the Company) will be done as the last one, at a massive discount ( ie a billion shares at 0.1p) which is non-preemptive ( ie shareholders cannot take up their rights) so that remaining shareholders are left with nothing.

I think there would be a real risk to holding on for the HLO recovery. The offer doc talks of remaining holders suffering significant economic dilution

[jojo_jo] 15/4/2013 14:24

Yes, true. "Unconditional" at 90% is the only easy way to get rid of unwanted small shareholders like us.

The cost of getting to 90% is, in the broader scale of things, quite small at perhaps £1.5m. It could cost them a lot more than that, a few years down the line, and the company recovers and re-floats. It could be a £100m+ company again in a few years time.

Also, I'm pretty sure they'll want to see the back of CT, KB and a few other reminders of the past.

I'm still holding on, but would accept 1.5p for my shares.

IMPO/DYOR/NAI
Jo

[graham1ty] 15/4/2013 13:36

Jojo, I am not sure u are right about unconditional. I think they can set the conditions they like. Some bids are declared unconditional at 75% ( I think).

It is only at 90% that they can forcibly repurchase the remaining minority. They might well want to get to that level to get rid of pesky small shareholders, but I do not think that is a condition of this bid.

I think that thr threat ( well, the actuality) of delisitng is meant to frighten shareholders to such an extent that they do get up to 90%.

I think that the bid could already be called "unconditional" as to acceptances ( my italics) as the only conditions of the Consortium are that the Delisitng happens and the restructuring happens. These can both happen with just 75% ( which they have goLook at Appendix 1, Note 1, the only conditioins listed are that they get 75% and that it is not referrred to the OFT.

The "Acceptance Condition" is defined in that paragraph and relates only to the 75% acceptance

There are other conditions ( paras 2a to 2f) but they relate mainly to the Consortium being happy with the accounts, that discover no illegality etc etc, all usual conditions of due diligence, but not relating to shareholder take up.

[jojo_jo] 15/4/2013 13:19

90% is usually required to go 'unconditional', unless they amend the rules to suit their needs.

As stated above, they have enough to satisfy this unexplained 'Acceptance Condition'. They also state "If the Offer becomes or is declared wholly unconditional, and sufficient acceptances of the Offer are received...". That implies they really need it to go unconditional.

They can't just get rid of a share register! If they declare it unconditional, then everyone has to sell to them, and surrender their holding for a cheque covering it, at 0.75p/share.

The poor take-up implies a lot are inclined to stay with it after de-listing. Ares/Tosca don't want that. If they get to 90%, then the remaining 10% are obliged to accept and take a cheque to cover their holding.

It would be much better for them to offer a bit (eg. £1.5m) more, declare it 'unconditional' and be assured of full, unencumbered ownership. They don't want the baggage of lots of small private investors.

Not sure of course, but the poor take-up to date is saying something. Only about 20m (about 2.5%) so far, which takes them to around 80%. They need 90% to go 'unconditional' and compulsorily buy out all minorities. That, I understand, is their stated aim.

IMPO/DYOR/NAI
Jo

[graham1ty] 15/4/2013 12:17

Thought for the day.....

When the great white knight Tosca rode into town in August 2011, the impression given was of an enormous, probably American hedge fund, a KKR, a turn around specialist.

Look at the offer document we have. Tosca has only £1bn under management. Within this Tosca Opportunity has $332m ( yes they quote one in £ and the other in $).

So Tosca put in £36m in 2011 PLUS the cost of their original stake. They had 15% in the 2009 HLO accounts when the price was over 100p and there were 114m shares in issue.....so say they paid 100p for their shares, that would be an initial investment of c £15-20m. TOTAL investment of the order of £50m.

That is 5% of FUM.....gone......disparu.......and if it was all held in Tosca Opportunity, then £50m = c $75m which is about 20% of FUM of Tosca Opportunity !!!

This was massive for them and they have lost a huge chunk of FUM. Even a cash investment of another £10m is c 5% of the whole Tosca Opportunity Fund.

What a hit to the performance of Tosca. And why did they put another £36m ( ie c 4% of FUM into one Company ??)

[graham1ty] 15/4/2013 11:10

Jo Jo.......what do you mean "doesnt look like this will happen".

They have the shares they need for their Offer. They will just delist asap, leaving small shareholders in the lurch. There is no need for them to increase the offer apart from just tidying up and getting rid of the share register ( or possibly embarrassment if the take up is only tidy). I am not sure they would increase the bid unless they wanted to shake out a few more holders. Trouble with that would be: those who have held on this far are not going to sell

No, think this is it.....

[jojo_jo] 15/4/2013 08:49

Look at today's take up. Barely 100k so far. This doesn't look like it will happen without a much better offer - perhaps around 1.5p/share.

IMPO/DYOR/NAI
Jo

[jojo_jo] 14/4/2013 19:48

I notice that Investec have been implicated in a 'boiler room' fraud scandal recently. I wouldn't trust them further than I could throw them.

-------------------------------------------------------------

Also...
the wording of the Offer RNS is somewhat ambiguous and misleading impo. For example what is the "Acceptance Condition" referred to in it?

This and other statements look like possible attempts to either mislead (through ambiguity or phrase construction), or scare PIs into selling.

Having read through the RNS again today it seems they have nowhere near enough votes to declare 'unconditional'. They have enough to satisfy this unexplained 'Acceptance Condition', but that is a long way from it becoming unconditional.
It explains the poor take-up, which has barely reached the 80% level. They need 90% to declare 'unconditional'.
I think they've misjudged this. A better offer is needed to guarantee it goes
unconditional.

Don't be concerned by the 'scaremongering'. They have much bigger losses to crystallize in the event this fails... they (Ares/Tosca) will lose around £60m. That is silly, when they can get this through for an extra £1.5m or so to minority shareholders. Their current offer is derisory. Plain mean.

IMPO/DYOR/NAI
Jo

[jojo_jo] 12/4/2013 13:19

8.4m shares = 1% approx.
As of 1pm today, assuming all transactions are sells to Tosca/Ares, they have got less than 1% of them so far today.
At the current rate of take up, they'll be lucky to get 10% of PI's shares. That would leave them with over 10% of the private companies' shares held by small shareholders. They don't want that!

A bit more patience could be well rewarded.

IMPO/DYOR/NAI
Jo

[jojo_jo] 12/4/2013 11:18

Not a lot of uptake it has to be said.

Unless they want a lot of us going 'private' with them (long-termers have little to lose) they may have to sweeten this a bit.

They WON'T want lots of small shareholders in tow when they're a private company. They need to upwardly revise their bid, to at least 1p.

IMPO/DYOR/NAI
Jo

[jojo_jo] 12/4/2013 09:21

Dusseldorf, try ISDX.
There is a sale showing there today.

Have put some limit sell orders in at the offer (0.75p). Otherwise I'll wait for a cheque from Tosca&Co.

Discovered just that Jupiter did a form 8 disclosure just days ago (8/04/13). Very late, for some reason, and not very openly announced. I assume it was within the permitted timeframe?


I expected 1p. That would have been fair, and affordable considering HLO have close to £9m cash. They got the company for nothing, although admittedly they are over £50m under water. Unlike a lot of private investors they can, over time, recoup those losses.
I wonder what, if anything, is in it for Jupiter? They may be offered a 'compensatory' stake in the new private company and also eventually be able to recover their losses.

IMPO/DYOR/NAI
Jo

[dusseldorf] 12/4/2013 07:31

FYI my sale is not listed 425k so must be delayed

[dusseldorf] 12/4/2013 07:15

I'm out - bit disappointed in the price - still 40% profit on my average. I'm not holding out for the extra 0.035

If this wasn't 'speculative' money, I'd have considered leaving it in for say 5 years after which, no doubt, 'Angle healthcare' or similar gets refloated at 5x - 10x the market cap - I'd suggest that's an option for long-termers. i.e. don't accept and wait 5 years for the re-list, but that's no of interest to me.

[graham1ty] 11/4/2013 17:25

They have just issued a holding email !!! Have had two months to make their point.....

What point ?

[xow98] 11/4/2013 16:01

Now that there is an offer on the table I thought it might be appropriate for them to speak out.

[graham1ty] 11/4/2013 15:56

xow.....what No to HCL boys. Have heard nothing from them for weeks

[jojo_jo] 11/4/2013 15:26

Yes Graham,
Whatever - I'll hold on for the formal offer letter, and sell then, if I have to for the full 0.75p.

Jo.

[xow98] 11/4/2013 15:25

Time for the NotoHCL boys to declare.

[graham1ty] 11/4/2013 15:23

Lot of stock available at 0.71p......still could make a turn

[jojo_jo] 11/4/2013 15:15

No major take-up yet. Just short-termers and the odd idiot shorter!

Less than 0.4% take-up.
Pathetic!

They'll need to revise that upwards, to at least 1p to get 90% impo.

I'm definitely holding tight for now. There's no great rush!

IMPO/DYOR/NAI
Jo